Common use of Authorization of Shelf Notes Clause in Contracts

Authorization of Shelf Notes. The Company may, from time to time, authorize the issue of its senior promissory notes (the “Shelf Notes”, such term to include any such notes issued in substitution thereof pursuant to Section 13) in an aggregate principal amount not to exceed $150,000,000, to be dated the date of issue thereof, to mature, in the case of each Shelf Note so issued, no more than fifteen (15) years after the date of original issuance thereof, to have an average life, in the case of each Shelf Note so issued, of no more than twelve (12) years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, in the case of each Shelf Note so issued, in the Confirmation of Acceptance with respect to such Note delivered pursuant to Section 2.5, to be substantially in the form of Exhibit 3 attached hereto. The terms “Note” and “Notes” as used herein shall include the Series 2017-A Notes and each Shelf Note delivered pursuant to any provision of this Agreement and each Note delivered in substitution or exchange for any such Note pursuant to any such provision. Notes which have (i) the same final maturity, (ii) the same principal prepayment dates, (iii) the same principal prepayment amounts (as a percentage of the original principal amount of each Note), (iv) the same interest rate, (v) the same interest payment dates, (vi) the same interest payment periods, and (vii) the same date of issuance (which, in the case of a Note issued in exchange for another Note, shall be deemed for these purposes the date on which such Note’s ultimate predecessor Note was issued), are herein called a “Series” of Notes. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Appears in 2 contracts

Samples: Master Note Purchase Agreement, Master Note Purchase Agreement (Henry Schein Inc)

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Authorization of Shelf Notes. The Company may, from time to time, Issuer will authorize the issue issuance of its senior promissory notes (the “Shelf Notes”, such term to include any such notes issued in substitution thereof pursuant to Section 13paragraph 13D) in an the aggregate principal amount not to exceed $150,000,000the Available Facility Amount, to be dated the date of issue thereof, to mature, in the case of each Shelf Note so issued, no more than fifteen (15) 12 years after the date of original issuance thereof, to have an average life, in the case of each Shelf Note so issued, of no more than twelve (12) 10 years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, in the case of each Shelf Note so issued, in the Confirmation of Acceptance with respect to such Shelf Note delivered pursuant to Section 2.5paragraph 2E, and to be substantially in the form of Exhibit 3 A-2 attached hereto. The terms “Note” and “Notes” as used herein shall include the each Series 2017-A Notes Note and each Shelf Note delivered pursuant to any provision of this Agreement and each Shelf Note delivered in substitution or exchange for any such Shelf Note pursuant to any such provision. Notes which have (i) the same final maturity, (ii) the same principal prepayment dates, (iii) the same principal prepayment amounts (as a percentage of the original principal amount of each Note), (iv) the same interest rate, (v) the same interest payment dates, periods and (vi) the same interest payment periods, and (vii) the same date of issuance (which, in the case of a Note issued in exchange for another Note, shall be deemed for these purposes the date on which such Note’s ultimate predecessor Note was issued), are herein called a “Series” of Notes. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (DREW INDUSTRIES Inc)

Authorization of Shelf Notes. The Company may, from time to time, Issuer will authorize the issue issuance of its senior promissory notes (the “Shelf Notes”, such term to include any such notes issued in substitution thereof pursuant to Section 13paragraph 13D) in an the aggregate principal amount not to exceed $150,000,000the Available Facility Amount, to be dated the date of issue thereof, to mature, in the case of each Shelf Note so issued, no more than fifteen (15) 12 years after the date of original issuance thereof, to have an average life, in the case of each Shelf Note so issued, of no more than twelve (12) 10 years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, in the case of each Shelf Note so issued, in the Confirmation of Acceptance with respect to such Shelf Note delivered pursuant to Section 2.5paragraph 2E, and to be substantially in the form of Exhibit 3 A-2 attached hereto. The terms “Note” and “Notes” as used herein shall include the each Series 2017-A Notes B Note and each Shelf Note delivered pursuant to any provision of this Agreement and each Shelf Note delivered in substitution or exchange for any such Shelf Note pursuant to any such provision. Notes which have (i) the same final maturity, (ii) the same principal prepayment dates, (iii) the same principal prepayment amounts (as a percentage of the original principal amount of each Note), (iv) the same interest rate, (v) the same interest payment dates, periods and (vi) the same interest payment periods, and (vii) the same date of issuance (which, in the case of a Note issued in exchange for another Note, shall be deemed for these purposes the date on which such Note’s ultimate predecessor Note was issued), are herein called a “Series” of Notes. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Lci Industries)

Authorization of Shelf Notes. The Company Each Issuer may, from time to timetime and in accordance with the terms of this Agreement, authorize the issue of its additional senior promissory notes (the “Shelf Notes”, such term to include any such notes issued in substitution thereof pursuant to Section 13) in an aggregate outstanding principal amount not to exceed $150,000,000the Available Facility Amount at any time, each to be dated the date of issue thereofits issue, to mature, bearing interest on the unpaid balance from the date of original issuance at the rate per annum and in the Available Currency as provided by the terms of this Agreement and (x) in the case of each Shelf Note so issuedFixed Rate Notes, to mature no more than fifteen (15) 12 years after the date of original issuance thereof, and to have an average life, in the case of each Shelf Note so issued, life of no more than twelve (12) 12 years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, (y) in the case of each Floating Rate Notes, to mature no more than 10 years after the date of original issuance and to have an average life of no more than 10 years after the date of original issuance. Each Shelf Note so issued, will also be subject to the other terms of that Shelf Note as described in the Confirmation of Acceptance with respect to such for the Shelf Note delivered pursuant to Section 2.5, to 2.7. Each Shelf Note that is a Fixed Rate Note will be substantially in the form of the attached Exhibit 3 A-2 and each Shelf Note that is a Floating Rate Note will be substantially in the form of the attached heretoExhibit A-3 and the term “Shelf Note” and “Shelf Notes” as used in this Agreement includes each Shelf Note delivered pursuant to any provision of this Agreement and each Shelf Note delivered in substitution or exchange for any Shelf Note pursuant to any such provision. The terms “Note” and “Notes” as used herein shall include the all Series 2017-A B Notes and each all Shelf Note delivered pursuant to any provision of this Agreement and each Note delivered in substitution or exchange for any such Note pursuant to any such provisionNotes. Notes which that have (ia) the same final maturity, (iib) the same principal prepayment dates, (iiic) the same principal prepayment amounts (as a percentage of the original principal amount of each Note), (ivd) the same interest rate, (v) the same interest payment dates, (vie) the same interest payment periods, (f) the same currency specification, and (viig) the same date of issuance (which, in the case of a Note issued in exchange for another Note, shall be is deemed for these purposes the date on which such Note’s ultimate predecessor Note was issued), are herein called a “Series” of Notes. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Franklin Electric Co Inc)

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Authorization of Shelf Notes. The Company may, from time to time, authorize the issue of its senior promissory notes (the “Shelf Notes”, such term to include any such notes issued in substitution thereof pursuant to Section 13) in an aggregate principal amount not to exceed $150,000,000100,000,000 (or the Dollar Equivalent in other Available Currencies), to be dated the date of issue thereof, to mature, in the case of each Shelf Note so issued, no more than fifteen (15) years after the date of original issuance thereof, to have an average life, in the case of each Shelf Note so issued, of no more than twelve (12) years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, in the case of each Shelf Note so issued, in the Confirmation of Acceptance with respect to such Note delivered pursuant to Section 2.5, to be substantially in the form of Exhibit 3 1.4 attached hereto. The terms “Note” and “Notes” as used herein shall include the Series 2017-A Notes, the Series 2018-A Notes and each Shelf Note delivered pursuant to any provision of this Agreement and each Note delivered in substitution or exchange for any such Note pursuant to any such provision. Notes which have (i) the same final maturity, (ii) the same principal prepayment dates, (iii) the same principal prepayment amounts (as a percentage of the original principal amount of each Note), (iv) the same interest rate, (v) the same interest payment dates, (vi) the same interest payment periods, (vii) the same currency specification, and (viiviii) the same date of issuance (which, in the case of a Note issued in exchange for another Note, shall be deemed for these purposes the date on which such Note’s ultimate predecessor Note was issued), are herein called a “Series” of Notes. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Henry Schein Inc)

Authorization of Shelf Notes. The Company may, from time to time, Issuer will authorize the issue issuance of its senior promissory notes (the “Shelf Notes”, such term to include any such notes issued in substitution thereof pursuant to Section 13paragraph 13D) in an the aggregate principal amount not of up to exceed $150,000,000, to be dated the date of issue thereof, to mature, in the case of each Shelf Note so issued, no more than fifteen (15) 12 years after the date of original issuance thereof, to have an average life, in the case of each Shelf Note so issued, of no more than twelve (12) 10 years after the date of original issuance thereof, to bear interest on the unpaid balance thereof from the date thereof at the rate per annum, and to have such other particular terms, as shall be set forth, in the case of each Shelf Note so issued, in the Confirmation of Acceptance with respect to such Shelf Note delivered pursuant to Section 2.5paragraph 2E, and to be substantially in the form of Exhibit 3 A attached hereto. The terms “Note” and “Notes” as used herein shall include the Series 2017-A Notes and each Shelf Note delivered pursuant to any provision of this Agreement and each Shelf Note delivered in substitution or exchange for any such Shelf Note pursuant to any such provision. Notes which have (i) the same final maturity, (ii) the same principal prepayment dates, (iii) the same principal prepayment amounts (as a percentage of the original principal amount of each Note), (iv) the same interest rate, (v) the same interest payment dates, periods and (vi) the same interest payment periods, and (vii) the same date of issuance (which, in the case of a Note issued in exchange for another Note, shall be deemed for these purposes the date on which such Note’s ultimate predecessor Note was issued), are herein called a “Series” of Notes. Certain capitalized and other terms used in this Agreement are defined in Schedule B; and references to a “Schedule” or an “Exhibit” are, unless otherwise specified, to a Schedule or an Exhibit attached to this Agreement.

Appears in 1 contract

Samples: Note Purchase and Private Shelf Agreement (Drew Industries Inc)

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